What Happens In Paris
by ChocoLover1331
Summary: Niles is 'forced' to accompany CC to Paris for her business trip. With the dynamic duo having to share a bed and the city of Paris in the palm of their hands what could possibly happen? Well let's find out. Rated M.
1. Was It As Bad For You?

"Maxwell, I cannot believe you're doing this to me!" CC Babcock protested as Max looked up from his usual seat in the office.

"Now look here CC, you know as much as I do that losing these backers could mean the end of us. Plus it's in Paris, you'll have tons to do over there."

"Then why do I have to bring Rubber Maid along?!"

"As much fun as Paris is, it can be equally as dangerous. Niles is the only one I can trust."

"And why can't _you_ come yourself?"

"You know very well that I have to go with Fran to Boca for the family reunion. You are going with Niles and that's that." Max said as CC let out a huff and stormed out the office. She saw Niles dusting in the living room.

_'If I'm going down, he's going down with me.'_ thought CC as she approached him.

"Hello hello." Niles looked up from what he was doing.

"What are you doing here? Aren't you supposed to be getting ready for your trip? The faster you leave, the merrier." CC flashed him a mischievous smile.

"Correction. You mean 'shouldn't _we _get ready for _our_ trip.'" She watched as Niles's eyes grew wide and he dashed towards the office. He found himself in front of a closed door with a note taped to it.

_Dear Niles,_

_Forget it. I'm not changing my mind. You are accompanying C.C. to Paris to ensure nothing bad happens to her. Please try to get along. You may want to start practicing now since you'll be sharing a room (the hotel is booked completely). _

_Sorry Old Man, I'll try to make it up to you in your next paycheck._

_-Max_

Niles was sure all color had drained from his face as he walked back slowly into the living room, shoulders slumped.

"Was it as bad for you as it was for me?" she quoted what he had said to her after their 'accidental' kiss a few years back.

"Miss Babcock, judging from the semi-lightly way you are taking this I'm guessing you don't know the other half of the story."

"What are you talking about?" Niles handed her the note. It was his turn to watch as her eyes grew wide.

"We have to share a room?!" she asked incredulously.

"Look, as much as we want to kill him right now, it won't do us any good. We might as well just start planning how this is going to go down." Niles reasoned.

"Alright, alright. Our plane leaves at 6 pm tomorrow. Our ride will be at my house at 4 and here at 4:15, so be ready." she paused to reach something in her folder, "Here's your ticket. We're flying first class New York to Paris non-stop and we'll be staying at the 'Hotel Ritz Paris' for a week."

"That's pretty fancy. So, what will I be required to do on this trip?"

"I don't know, just follow me around the city or something making sure I don't get in any danger. I honestly don't know why Maxwell is insisting you come along, I can take care of myself."

"Maybe he's scared the French will find you irritable and chop off your head." she gave him a glare before turning around towards the front door.

"4:15. Be ready." she said before walking out the door. Niles looked at his watch, which now read 7 pm. He sighed and went upstairs to start packing. When CC got home she put down her suitcase and headed towards her bathroom to take a shower, having already packed everything. When she got out of the shower she went to open her drawer and found some silk neglige that she had long forgotten, seeing as she didn't have anyone special to see her in it. After thinking about it a while longer, she grabbed the neglige and opened her suitcase, putting it under some of her already packed clothes.

_'Can't blame me for dreaming.'_ she thought as she changed into her night attire and went to bed, imagining how she would live being with Niles every second of the week. As the thought crossed her mind, she couldn't help the smile growing on her face as she drifted off into a deep sleep.


	2. Welcome to Paris

Niles woke up to the sound of his alarm, cursing it for disrupting yet another one of his nice dreams. As usual, this one consisted of him finding his true love and having a long and happy life with her, and although his dream self knew he knew the woman he could never actually see her face, making him wonder what his subconscious was trying to tell him. Niles walked into the bathroom and undressed as he stepped into the shower. He thought about the trip and sharing a room with CC, which sent his imagination reeling before he could try not to think about it.

_"Niles, could you come here for a second?"_

_"Yes Miss Babcock?"_

_"I'm having trouble taking this off, could you help me?" she said in her sultry voice. He walked into the room, noticing she was in nearly see-through neglige with a black lace bra and matching panties. He walked over to her and gruffly pinned her down on the bed._

_"Niles?" she asked, suddenly gasping at the feeling of his hand going up her inner thigh, causing her to let out a moan and tip her head back as he lowered his lips where his hands were._

Niles snapped out of it as he noticed the shower water had grown cold. He looked down and cussed to himself, knowing he'd have to stay a couple more minutes taking a cold shower, courtesy of his fantasy. This was going to be a long week.

___

CC waited in the limo and looked at her watch, confirming it was 4:15 sharp. When she looked up, she saw Niles with a suitcase in hand heading towards her. She scooted over to let him have room. Once Niles was inside and closed the door, the driver began his route towards the airport. Niles decided to break the silence first.

"You brought two suitcases?" it was a simple question, but it beat staying quiet.

"I have a lot of clothes, what if I want something and I can't wear it because I left it here?"

"Then you could borrow a hobo's clothes. It's not like there'd be that big of a difference."

"Coming from the man whose pants look like there's a potato sack stuffed down the back. Anyways, Chester's at the kennel, I've got everything I need and the backers are going to be like putty in my hands. Everything is perfect; aside from you coming along of course." Although he knew she was joking, he couldn't help but feel a bit disappointed at the thought of her dreading having him come along.

"Yes well, it'll take all of my willpower not to drown myself in the Seine." he said, masking his feelings with a zinger. He thought he saw her frown for a moment, but figured he was just imagining it. Silence engulfed them once more as they looked out the window, not looking at each other the rest of the drive.

___

_"Bienvenue a __Aéroport Paris-Charles de Gaulle. __Welcome to Paris-Charles de Gaulle Airport."_

Niles and CC heard the automated voice say over the airport speakers as they walked with their luggage through the huge crowded airport. CC had been unable to sleep on the plane, stating she didn't like to do so. It had been a very difficult 7 hours for both of them and already they could feel the effects of jet lag. Normally, it would be 1 am back in New York, however the time change made it 7 am in Paris and they couldn't wait to get to the hotel and sleep. Finally, they spotted a man holding up a sign. Written in black letters was 'Babcock'. They approached him and he led them to the limo waiting for them outside. As they started driving away from the airport, Niles noticed that they were pretty far from the city seeing as there were just trees and fields around them. In half an hour the quiet plains turned into the bustling city of Paris and Niles and CC were soon face to face with the hotel.

"Miss Babcock? Miss Babcock, wake up." Niles shook CC's sleeping form next to him. She grunted.

"Miss Babcock, we're here." He continued to shake her arm.

"H-Huh? What is it?" she asked sleepily, her eyes getting adjusted to the lights from outside.

"We're here. Now come on, you can sleep inside." Niles opened the door and waited a few seconds for CC to regain full consciousness. When she got out, there was a bellboy already taking their luggage inside. Niles waited as CC got their room key at the front desk and soon they were riding the elevator up to their suite. The young man who had their luggage set it down by the door and wished them a nice stay in English before stepping out of the suite.

"Niles, I'm not even going to bother getting changed. I need to sleep." CC said as she headed into the bedroom, kicked off her shoes and collapsed on the bed. Niles hung up his jacket and took off his shoes before stepping into the bedroom.

"Miss Babcock, where am _I_ going to sleep?" he asked. The only reply was the steady breathing of a fast asleep CC Babcock. Niles sighed as he retrieved a pair of gray pajama pants and a large white t-shirt from his suitcase and headed into the bathroom to change. Niles didn't usually like sleeping with a t-shirt, yet he felt it was probably more appropriate if he did during this week. He settled CC under the covers and then slid over to the left side of the king sized bed. Niles listened to CC's soft breathing as he let himself fall into much needed sleep.

___

When CC awoke she felt the warm rays of the evening sun coming in patches through the curtains of the window hit her face softly. What she felt next surprised her. Her arms were around Niles's waist and a moment later she discovered that their legs were intertwined. One of her legs was in between both of Niles's legs. She shifted a bit, trying to get loose, waking up Niles in the process.

"Miss Babcock, do we have to get up _now_?" he asked drowsily. CC shifted a bit more and suddenly a wicked grin appeared on her face.

"We're not the only thing that's up, Butler Boy. Is that your feather duster or are you just happy to see me?" when she shifted her leg once again Niles suddenly realized what she meant. His morning 'present' was pressing against CC's thigh. CC watched in amusement as Niles turned a bright reddish color and she smirked. Niles quickly untangled himself from CC and ran into the bathroom to take a cold shower. CC missed his presence immediately. She got out of bed and changed into casual jeans and a light blue v-neck t-shirt and put her hair up in a loose pony tail, allowing the bangs to hang at the front. She then went into the kitchen and took out some orange juice from the fully stocked fridge. Niles came into the room dressed in jeans and a darker blue shirt. CC looked up at him with a smirk.

"So, are you just going to stand there embarrassed or are you going to make dinner?" she asked still smirking.

"I'm here to make sure you stay safe, not to be your slave."

"Once a servant, always a servant." she said.

"And once a man, always a- oh wait, that wouldn't apply to your case, _sir_." he said, earning a glare from her.

"Oh Niles. Dear, sweet, overcompensating for his _little spatula _Niles." she was grinning now and took another sip of orange juice.

"I can assure you Miss Babcock, there is nothing _little_ about me." CC nearly choked on her drink and this time it was her turn to blush as Niles smirked and walked past her reaching for a frying pan and a packet of eggs from the fridge.

After dinner, CC took some of her clothes out of her suitcase and hung them up in the bedroom closet. She suddenly spotted the neglige she had packed and stuffed it quickly in one of the drawers next to her side of the bed. Once she was done, she joined Niles on the couch and turned her attention to the plasma screen tv. Niles was flipping through the channels and finally settled on an English channel called Sky News.

"So, what's on the agenda today?" he asked her.

"Nothing today or tomorrow. We're meeting the backer on Wednesday at the Louvre. He said he preferred it to booking some restaurant. So for 2 days we're free to do what we want."

"I prefer to just rest for today. Would you like to see some of Paris tomorrow? We could walk through the Tuileries Gardens." Niles proposed.

"I'd like that." CC smiled softly and they both turned their heads back to the tv, content with each other's presence.


	3. Much To Offer A Woman

"Miss Babcock, get out of the jacuzzi or we won't have time to go anywhere!" Niles knocked on the bathroom door once more.

"Just hold on a minute!" CC yelled back from inside.

"You said that 10 minutes ago, now move it! Don't make me go in there!" Niles tried to quickly shake off the image forming in his head. Suddenly the bathroom door opened, revealing a freshly bathed CC in a flowery dress, hair pulled up loosely.

"Stop dreaming. How do I look?" she did a little 360 turn.

"Lose the Halloween mask and you'll look fine." he noticed her grin at his words.

"You look nice too, you know, for a butler." she let out her famous sultry laugh, sending a shiver down his spine.

"Well are you just going to stand there or can we go for a walk? I need to know if I can go get your leash." he said to which she responded by rolling her eyes and walking towards the door of the beautifully decorated suite as he followed behind her. He closed the door behind them as they started walking towards the elevators to head for the Tuleries Gardens.

___

"Niles, I'm tired, can't we take a break?"

"Honestly woman, we've only been walking for fifteen minutes!" he said as she sat down on a park bench.

"You try walking in stilettos through this gravel." she said, grabbing hold of her sore feet.

"Why did you wear stilettos if you knew we were going to walk?"

"I don't know, I just did! Now carry me."

"Oh now you're just delirious if you think I'm going to carry you." he said, receiving a glare from her.

"It's either staying on this bench for the rest of the day or you carrying me." she told him, arms crossed in front of her chest.

"I'd prefer camping out here for months than having to carry you."

"I'm serious Niles!"

"I'll tell you what, we'll walk back to the hotel and I'll carry you up to the room where no one can see us, that way I can retain some dignity. Deal?" Niles waited as she thought about his offer.

"What dignity?" she scoffed and he shot her a glare.

"Oh alright, deal." She stood up and instantly felt the pain in her feet, but tried to deal with it.

"It really is beautiful isn't it?" asked Niles, looking at their surroundings. He could see at the end the 'Place de la Concorde' from afar, the Egyptian obelisk tall and mighty in front of the Champs Elysees and the Arc of Triumph. They were surrounded by the trees and lush lawns that were the Tuleries Gardens and at the other end Niles and CC saw the beautiful Palace of the Louvre, with it's glass pyramids and tourists taking pictures all around them.

"Yeah, I guess it is." CC replied, a small smile on her lips as they both started walking back towards the hotel.

___

"Dear lord, what did you eat an elephant?! When they said 'you are what you eat' they weren't kidding." Niles said, having lifted CC only about 1 inch off the ground before putting her back down.

"Oh shut up Niles, I know you can lift me now stop bluffing so I can take these damn shoes off and relax."

"Fun killer." Niles said. He quickly put one arm around her waist and another under her knees and lifted her with great ease into his arms. The sudden movement made her squeal slightly before putting her arms around his neck. He made sure that no one was walking their way and quickly made his way towards the elevator. Thankfully, it quickly opened and he walked in.

"Miss Babcock, could you please press the button?" she did as he asked and quickly put her arm back around his neck, for a fear of falling but also because she couldn't deny the cosy feeling of having him so near.

"So Niles, how did you become so big and strong?" she asked, breaking the silence of the elevator.

"Exercise." he replied simply.

"Oh, lifting teapots?" she laughed.

"Not the kind of exercise you're thinking Miss Babcock." he smirked. She raised an eyebrow.

"Oh please, you haven't had that kind of exercise since the stone age."

"You mean back when you were a teenager?"

"Ha. ha. Very funny, Benson." the elevator doors opened to their floor.

"And how are you so sure that I haven't had any action lately Miss Babcock?" he asked as he walked out of the elevator, still carrying her towards their suite.

"Well because Nanny Fine would've told the whole world." she said as if it were obvious.

"And how do you know I would've told Miss Fine?" he replied.

"Because you're a yenta." she said as they arrived in front of the door. CC took out the key and opened the door, still being in Niles's arms. He walked in carrying her and closed the door behind them.

"Well that still doesn't mean I'd tell her, therefore you still can't be sure I haven't had any action lately." he still carried her as he walked towards the bedroom.

"Oh please, what do you have to offer a woman?" she laughed, driving him absolutely crazy. She suddenly screeched in surprise as he threw her on the bed and quickly pinned her hands above her head with one hand as he hovered above her, though not quite pressing against her, his knees trapping her between them. His face was dangerously close to hers as she could feel his breath on hers.

"Oh I have _much_ to offer a woman." he said, his voice deeply suggestive. As quickly as he had gotten them into that position, he got off of her and headed into the living room, needing some air and leaving a completely flustered CC on the bed, forgetting about her shoes as she simply tried to remembered how to breathe.

___

CC and Niles stayed quiet throughout their dinner. Niles was trying to find an explanation to his sudden impulses while CC was trying to figure out why she couldn't stop thinking about the man who not too long ago had pinned her down on the bed and told her he had much to offer a woman. She couldn't help but shiver at the memory as she felt a sudden need for the man sitting across from her. Niles noticed this and spoke up.

"Are you cold?" he asked. She looked up having been brought back to reality.

"No, I'm fine." she quickly stuffed another fork of pasta in her mouth. Niles could tell she was uncomfortable and decided to get it over with.

"I'm sorry for earlier, I was just angry. I shouldn't have done that, I completely regret it." he said. CC suddenly froze and felt her stomach turn to knots. _So he wasn't hitting on me. He doesn't want me, this is all just to torture me. Well two can play at this game._

"Oh, no worries Niles. It didn't affect me at all, I was just a bit surprised that's all. It's not like I care about what you do in your spare time, after all, I've had my share of fun as well." she lied through her teeth and continued eating nonchalantly. Niles felt his fists clench at the mention of her sleeping with other men. Jealousy was something that Niles was never good at controlling and it showed very often. He hadn't slept with anyone ever since he met CC Babcock and the realization of this made him feel like his very blood was freezing. He hadn't been with anyone since he met her because she was the only one he wanted and he wouldn't settle for anyone else but her. It was painful to realize that this meant that he would be alone for the rest of his life because she would never want him, so painful that he put his fork down and stood up to leave.

"Where are you going?" CC asked, noticing his change in behavior.

"Out." he said before slamming the door behind him.

___

CC sat on the white couch in the center of the suite as she downed another shot of whisky. The clock read 1 am and Niles still hadn't returned. She started to worry, after all Paris was a big city and who knows what could've happened to him. _Well I don't care about him. Let him die for all I care._ The simple thought of losing Niles caused her pain. _Why do I care about that stupid bastard, why?! He leaves for no reason and leaves me here alone. Why the hell should I care what he does? If I never see him again I should be relieved not upset. Maybe he just went to attend some French butler committee meeting to talk about their non-existant sex lives._ She laughed at her own joke but quickly returned to her depression having no one to share it with.She felt miserable and drinking for once couldn't help her. CC got up from the couch and walked towards the door determined to find Niles. So when she opened the door and was greeted by Niles falling onto the floor of the suite her reaction was one of relief and shock.

"Niles!" she yelled, closing the door and grabbing him by the arm to try and get him to stand. He replied by grumbling incoherently. She put his arm around her neck and grabbed him by the waist. CC finally managed to settle him on the couch.

"Biss Mabcock? 'Tis that you luv?" he mumbled.

"Niles, you idiot, are you drunk?!"

"Noooooo, no.............. no................... noooooooooo-oooh say can you... seeeeeeeeeee..." he slurred as she glared at him, waiting for an explanation. He met her eyes and sighed.

"Ok well maybe.... a little... sorta... kinda..." he said, looking down.

"Niles, what on Earth would compel you to do this?!" she said, now more angry than worried.

"Look, witch, I have my life you have yours. You sleep with men and I sleep with women and neither of us give a damn what the other does so this doesn't concern you either. I'm going to bed." He looked up at her. She could tell his personality had changed. He was no longer the carefree, drunk Englishman he had been only moments ago. He got up to leave, but she pushed him back down on the couch, reminding her of when he pinned her to the bed briefly before she continued.

"Is that what all this is about?! That stupid conversation about your sex life?! This is ridiculous." she argued as she picked up a bottle of whiskey and drank straight from the bottle, not bothering to get a glass.

"Not _my_ sex life, _yours_! You sleep with men you probably barely even know while I haven't been able to sleep with anyone ever since I met you!"

Her eyes widened and she froze trying to take in what he had just confessed to her. She took quite a few swigs more of scotch before sitting down next to Niles. They sat on the couch for what seemed to be an eternity and neither of them spoke. Finally, CC had drank the last drop of scotch before setting down the empty bottle on the table. Niles, realizing that they had a meeting tomorrow, figured it'd be best if he carried her to the bed so she could sleep. They'd both have a killer headache the next day. He was just tucking her in when he heard her speak.

"I haven't slept with anyone in years." she said. Niles's eyes widened as he turned to face her.

"What?" he asked, not believing what he had just heard. He was not completely sober yet but he wasn't drunk enough to hallucinate.

"You heard me. I haven't slept with anyone in years. In fact, it's been since around the time I first stepped foot in the Sheffield Mansion. Since I met you." She told him as she was quickly falling asleep. He kissed the top of her forehead and went around the other side of the bed. He kicked off his shoes before scooting in next to her, praying that he would remember her confession the next day.

___

Both Niles and CC felt like someone had taken a metal pipe and hit them continuously on their heads the next morning. They'd taken some pills for the pain and that would have to suffice.

_'What happened last night?'_ thought Niles, trying to recollect his thoughts. His eyes widened as he recalled CC's confession as he tucked her in. _'Did she really mean that?! Is there a possibility she has feelings for me?'_ Niles thoughts went into overdrive trying to remember anything before her confession. However, he couldn't recall anything else. He looked at CC who was eating across from him. She looked up and caught him staring at her.

"And just what are you staring at Rubber Maid?" she was back to the cranky CC Babcock.

"A big fat ugly witch." '_A sexy voluptuous witch who has cast a powerful spell on me._' he added to himself.

"Can it, remember who manages your pension plans." _'Although I hope that from what you told me last night, I also manage your heart. Why can't I remember anything else after that confession?'_

"Anyways, don't we have to go meet that backer today?" said Niles.

"At 3 pm at the Louvre. Since it's in walking distance we should leave here at around 2:40." she replied, standing up to clean her plate. Niles stood up with his own plate and took hers.

"I'll take care of it." he said. She looked at him suspiciously.

"I thought you said you weren't my slave." she said.

"I also said I have much to offer a woman." He said grinning before continuing into the kitchen, leaving her breathless once more.


	4. Drop The Pants

Niles and CC were outside of the Louvre when they met up with the backer, who had introduced himself as James Wilson. He was fairly old but he was wearing an Armani suit with a Rolex watch around his wrist, completing his 'I'm-obviously-wealthy' look. After paying for their tickets, they went in the direction of the Mona Lisa, following the signs. CC would talk business with James as Niles would watch in fascination as she convinced him to invest into Sheffield-Babcock Productions. They turned into a room in the hallway they had been walking down and saw a crowd of people taking pictures of the famous painting, protected by bullet-proof glass. There was a rope surrounding the area of the painting so people wouldn't get too close.

"Ah, the Mona Lisa. No matter where you are in the room it's like she's always looking at you." said James in fascination.

"She has the strangest smile." commented CC.

"She's truly very beautiful, wouldn't you agree Niles?" James asked.

"Very, but not the fairest of them all." he looked towards CC who was now staring at another larger painting behind them and could not see Niles staring at her. James looked at Niles, then at CC, then at Niles again and smiled.

"Uh, Miss Babcock? Will you excuse Niles and I for a minute, we'll be right back." James told her and she nodded, confused, before looking back at the painting. Niles followed James to the farther ends of the room.

"You should really work on that." he told Niles.

"I'm sorry?" said Niles, completely confused.

"Just tell her how you feel, or someone else might come and claim her." James smiled. Niles jaw dropped before he ran his fingers through his hair.

"Is it really that obvious?" he asked and saw James nodding.

"But really, you should tell her. For a beautiful woman like her, it doesn't take long for other men to notice her. And not a moment too soon." he said as he looked off into the distance. Niles turned his attention at what he was looking at and felt his blood boil when he saw a young man standing close to CC, obviously flirting with her. He started storming back to her when he felt himself being grabbed by the arm.

"I know you don't like it, but think before you do anything rash." James warned. Niles sighed before walking once more towards CC.

"You are like a beautiful flower in the spring." Niles heard the young blonde man tell CC in a thick French accent. CC let out a giggle, but it was nothing like the sultry laugh she'd give around Niles. Suddenly the man felt someone tap him on the shoulder and he turned around, face to face with Niles. Before CC could react, she heard Niles speak to the man.

"Excusez-moi monsieur, vous-êtes entrain de parler avec ma femme et j'aimerais bien que vous arrêtez s'il vous plaît." Niles said in flawless French, leaving CC speechless. She didn't know what he told the man, but he had immediately left, without saying goodbye. James smiled, knowing Niles had told the man that CC was his wife and that he'd like for him to stop talking to her. At least the man had been noble enough to leave. The rest of their walk in the Louvre, Niles had not left CC alone one second. After she closed the deal with James Wilson, they all said goodbye to each other and went their separate ways, but not before he gave Niles a pat on the back and wished him good luck.

Niles and CC had stepped inside their suite when CC turned to face him.

"Since when do you speak fluent French?" she asked, wondering that ever since she heard him.

"Since I was little. My mother was French." he replied, taking off his shoes by the door.

"And you never told anyone?"

"There are many things people don't know about me." he said, which caught her interest.

"Such as?"

"My last name." he immediately saw her grin. "And what do you look so smug about?"

"Oh nothing... that is, except for the fact that I do happen to know your last name." she grinned, walking into their room. Niles stood there with his mouth hung open before he followed her into the room.

"You're bluffing Babcock." he said.

"Niles, Niles, Niles. I manage your pension plans. You didn't honestly think you could keep it a secret from everyone could you?" she grinned like the cat who ate the canary.

"Impossible. Not even Mr. Sheffield knows my last name." he reasoned, not believing she could know his last name.

"And Maxwell doesn't know what C.C. stands for. Point is, I know your last name." she grinned.

"What does C.C. stand for?" Niles asked, all of a sudden curious.

"No one will ever know." she said.

"That man at the Louvre would've known had he stayed with you a while longer." he said, suddenly angry once more at the memory.

"Are you implying that I sleep around with just anybody?!" CC said, definitely not in the mood for games now. Niles had temporarily forgotten her confession and was just guided by jealousy.

"That's exactly what I'm saying." he said. Her face turned into one of pure rage.

"How dare you?!" and with that, she proceeded to kick him in his jewels as hard as she could, leaving Niles writhing on the floor as she stormed out of the room. She went into the kitchen and served herself some whisky. She just looked at it before sighing deeply, not knowing what to do. She stood in the kitchen for 15 minutes, her whisky still untouched. Niles hadn't come out of the room, and she figured she might as well go check on him. She walked back into the room and found Niles trying to get up using the bed for support.

_'Oh no, maybe I kicked him too hard!'_ she thought as she walked over to him.

"Can you stand?" she asked.

"Somewhat." he answered, his voice a bit high pitched. He finally stood up straight, but still felt pain in his lower extremities.

"Well that should teach you a lesson." CC said before leaving the room once more. Niles followed her slowly to the couch and they both sat watching Sky News.

One hour later, CC grabbed the telephone on the small table next to her.

"I think I'm going to order dinner from room service. Do you want anything?" she asked Niles, handing him the menu.

"I'll take same as you, mushroom risotto." he said simply, handing back the menu.

"How did you know I was going to order that?" she asked surprised.

"It's your favorite." he said. She felt her heart grow at the knowledge that he knew what her favorite dish was. She ordered the mushroom risotto and was told it would be up in 10 minutes. She hung up and saw that as Niles tried to stand up he was met by pain.

"Alright, that's it. Let me have a look." CC said, earning the most shocked expression on Niles's face.

"Are you nuts woman?!" he yelled.

"No, but _your_ nuts need to get looked at. Now unzip your pants." she said as if it were a normal everyday question.

"You've finally gone bonkers." Niles said, still shocked.

"Stop being such a baby and unzip your pants!" CC was losing her patience.

"NO!" he started backing away.

"Drop the pants, Niles." she said, getting closer to him.

"I said no, woman!" he tried limping away.

"You are such a wimp!" she grabbed a hold of his belt.

"Let go of me, trollop!" he yelled.

"Just give me the damn belt, Niles!"

"NO!"

"Niles, I said give me the belt!"

"I said NO!"

"Niles!"

"NO!"

"Room service!" said the young man who had just walked in.

"GIVE IT TO ME NILES!"

The young bellboy cleared his throat, gaining the attention of CC who had Niles's belt in her hands and was pinning him to the wall. She immediately let go and gave the young man a tip before he muttered a small 'thank you' and left, completely perturbed by what he thought he had walked in on.

CC cleared her throat and took the plates, setting them down on the table. Niles's hair had a windblown look and he looked at her completely worn out. She sighed.

"Don't worry, I surrender. Let's just eat." CC sat down in her chair and watched as Niles cautiously approached his chair, and looking like the prey that had just escaped his predator, he sat down and started eating.


	5. Fantasizing Killed The Cat

**A/N: Before I forget to write this again, I'd like to thank LaurenLaneLover for inspiring me to write my first M-Rated fic and for helping me develop the 'steamy' scenes. I'd also like to thank all the Niles/CC writers who never cease to inspire me and others as well. Thanks a bunch and enjoy! :)**

All throughout dinner, all Niles could think about was CC trying to get his belt off to see inside his pants where she had kneed him harshly. As CC ate her dinner in silence, Niles eyes stayed on hers as his mind went wild...

_"Drop the pants, Niles." she said, getting closer to him._

_"I said no, woman!" he tried limping away._

_"You are such a wimp!" she grabbed a hold of his belt._

_"Let go of me, trollop!" he yelled._

_"Just give me the damn belt, Niles!"_

_"NO!"_

_"Niles, I said give me the belt!"_

_"I said NO!"_

_"Niles!"_

_"NO-!"_

_CC pinned Niles against the wall by her right hand on his chest as she unzipped his pants with her free hand and pulled them down exposing his white boxers which contained a very noticeable bulge. _

_Very intrigued, CC moved her hand from his chest and pulled Niles's boxers down, and looked down before she softly gasped at what was shown before her. _

_Niles softly smirked at her expression but that quickly changed into a gasp when he felt CC's fingers graze his shaft. He kept his hands to his side, not sure what to say or do now that the woman of his fantasies was starting to play with his package._

_He looked over at CC who had completely forgotten what she was supposed to be doing. She slowly took him in her hand and started to massage him, causing a deep groan to escape Niles' chest. "Uh God..."_

_CC slowly turned her head and looked at him with a smug grin on her face. "You like that?" She placed her free hand on his chest and Niles quickly placed his hands on her hips before he quickly spun her around and pressed her against the wall, causing a moan to escape her lips now. _

_Niles quickly silenced her by pressing his lips to hers, sucking on her bottom lip as he took his hands off her waist and started bunching up her skirt before he pressed his bulge to her clothed center. _

_He let his lips move to her neck and CC called out for him. "Uhh Niles... Niles..."_

"Niles!"

Niles quickly shook his head and turned to see an angry CC staring at him. "What is wrong with you? I've been calling your name for the past five minutes."

"Oh, sorry." he hoped she would drop the subject.

"What were you thinking about anyways?" '_Damn that stubborn woman.'_ he thought.

"I was just remembering that there was a river nearby should I want to drown myself." he said, to which she rolled her eyes and continued eating. _'The zingers always throw her off.'_ Niles thought thankfully. However, as he went to stand up, he noticed he wasn't the only thing 'standing up'.

_'Dear lord, you've got to be kidding me! It wasn't even real and I still got hard?!'_ he suddenly panicked but noticed that CC was looking down at her plate, still eating. He decided to run into the bedroom and as quickly as he could, he grabbed some clothes and put them on top of the dresser before he got in the bathroom to take a cold shower. CC looked up and suddenly noticed Niles was no longer there, however his plate was on the table. She looked around her, finding him nowhere. Shrugging her shoulders, she got her plate and his and put everything in the dishwasher. Walking into the bedroom, there was no sign of Niles. At that very moment Niles, who was in the shower, turned off the water and blindly searched for a towel, water still in his eyes.

_'Well, I might as well take a shower. Maybe he'll be here when I get back.'_ she thought as she started taking off her clothes. She grabbed some clean pajamas and set them down on the bed. When she turned around to walk into the bathroom she collided straight into a dripping wet, naked Niles. Not fulling understanding what was going on, they grabbed on to anything that could help them stand, which just happened to be Niles's neck for CC and her waist for Niles, as they started slipping on the now wet hardwood floor, they both went tumbling down on the floor. CC, who was now on top of Niles, looked up at him, their eyes widening.

"Why are you naked?!" yelled Niles.

"Why are you wet?!" yelled an equally confused CC as she tried desperately to cover herself with the towel he had dropped.

"Don't look at me!" She ran behind the bed with the towel around her.

"I wouldn't dream of looking at you, I don't want to become blind!" even in the most compromising of positions Niles still managed to throw a zinger.

"Oh God, I can see everything! Cover it up, cover it up!" she yelled, though she wasn't exactly trying to rip her eyes away.

"Well you stole my towel, how am I supposed to get covered?!" Niles yelled back, running behind the other side of the bed, trying to cover himself.

"Here!" she threw him the towel over the bed as she quickly grabbed the bed cover and wrapped it around herself. Niles took the towel and wrapped it around his lower half.

"Now will you please care to explain why you were stalking me naked outside the shower?!" Niles demanded as he stood up to face her.

"I didn't hear the water running! I thought you had gone out! Why the hell would I want to get naked in the shower with _you_?!" CC yelled, as her mind went through the many reasons she would want to be with Niles, naked, in a shower.

"Ok, well I'm _announcing_ that I will be in the bathroom getting dressed." Niles grabbed his clothes and walked back inside the bathroom. CC could feel the heat rising to her cheeks as she thought about how her naked self had just been pressed against Niles's dripping wet naked body.

_'Dear God, I want to screw him so bad right now!'_ thought CC as she grabbed her clothes and put them on, figuring she could take her shower later. She walked into the other room and sat on the couch, hoping tv could take her mind out of the gutter.

_'What's wrong with me?! I come in to take a cold shower and now I feel more flustered than I did before! I want her, no, I need her. I was too much of a damn English gentleman to see much but she got a free show! Guess she didn't need to pin me against the wall to see anything after a- Damn it! I need to stop thinking about this or I'll need another cold shower.'_ Niles thought as he got dressed in the bathroom. After he finished, he walked into the living room and shyly sat next to CC on the couch.

"Miss Babcock-"

"Don't worry Niles, I didn't see much." she replied, knowing how the English were about these things. Niles sighed in relief as she got up.

"I'm going to take my shower now." she said.

_'Maybe she really didn't see anything.'_ Niles thought.

"Oh and Niles?" she said as he turned around on the couch to face her.

"I did see enough to know that your nuts- or anything else for that matter- _definitely_ don't need any taking care of." she laughed her one and only sultry laugh before continuing to the bathroom.

_'Or not.'_

**That 'running into each other naked scene' I don't know if you recognized it but for those of you who have it was indeed inspired by the movie 'The Proposal'. I've always wanted to use it in a fic ;)**


	6. CC Babcock is ALWAYS on top

That night, Niles and CC were deep asleep, their minds analyzing the day's events in the form of dreams. For CC, however, her mind had more in store for her than simple analyzing as a normal night's dream turned into ultimate fantasy.

_CC walked into the bathroom only seconds after Niles shut off the water. She stripped down to nothing before pulling the curtain back to see Niles's naked form before her. _

_"I-I-" CC stuttered. Niles just smirked at her as he held the wash cloth in his hand before he grabbed her arm and pulled her into the shower with him. He pulled the knob, causing the water to start pouring down again before he pressed her against the shower wall. CC groaned as she felt his lips on her neck, his length pressing against her center._

_"Oh, Niles..."_

_Niles felt himself stand at attention as he poked her inner thigh._

"Oh God..." CC moaned outside of her dreams, waking up Niles. She moaned once more and he clenched his fists in jealousy directed to the person bringing her such pleasure in her dreams. He suddenly gasped when he felt her hand on his crotch.

_'She's not dreaming about me, she's not dreaming about me, she's not-'_ Niles gasped again when he felt her apply pressure to his already hardening member.

_'This is wrong. I can't do this to her.'_ He removed her hand and tried to shake her awake.

_CC all of a sudden felt Niles go rough on her as he shoved his length in her. She felt him thrust into her as he grabbed her by the arms and pinned her harder against the wet shower wall._

"Harder... Harder!" she moaned once more, tilting her head back, and Niles immediately stopped shaking her. Not able to handle the pain he felt, he left to sleep in the living room. He took a blanket and set up camp on the couch, wanting to kill whoever it was bringing such pleasure to her. Eventually, his rage tired his mind and he fell asleep once more.

___

At around 4 am, Niles's dreams took him farther than the limits of his mind, bringing him to sleepwalk.

_CC moaned as he lifted her, holding her firmly by her ass, her legs wrapped around him. He was wet, having just come out of the shower. He kissed her full red lips and moved down to kiss her throat, making sure not to run into anything as he carried her into the bedroom, setting her down gently on the bed. CC gasped in surprise as he tore open her shirt, looking at her with a passionate hunger in his eyes. She suddenly flipped them over so she was on top and straddled him._

CC awoke to the sound of Niles moaning beside her. He was flat on his back next to CC.

"God you're beautiful..." he moaned, harboring feelings of insane jealousy within CC. The bedcovers weren't on him and CC noticed, even in the dark, just how pleasured he felt. Just as CC went to touch him, he flipped over, trapping her beneath him. His hard length was pressing against her thigh, causing a small moan to escape her lips. CC tried pushing Niles off of her. Niles, however, just buried his face in her neck.

"I'm on top..." He moaned once more, and CC felt the vibration from his lips hit her neck causing her to involuntarily tilt her head back into the pillows. Not being able to push Niles off of her, CC Babcock, Bitch of Broadway, for once admits defeat.

_'Defeat never tasted so good.'_ she thought before drifting off once more to the land of dreams. She wasn't conscious enough to hear Niles's next words.

"I love you, CC." he confessed, after which he rolled back to his side, a soft smile on his face.

___

Niles woke up the next morning in familiar surroundings. He saw CC sleeping next to him and was instantly brought back to the passionate dream he had last night. Before he even knew what he was doing he pushed back a strand of hair on her face. He brushed his teeth and walked back into the bedroom when he was suddenly overtaken by confusion as he tried to figure out how he got back to the bed. He shook CC, trying to wake her up.

"Ughn..." she grunted. He shook her a bit more and she sleepily started to open her eyes.

"What the hell do you want, Dust Mop?" she asked as she slowly sat up, taking in her surroundings.

"Do you know how I got back in the room last night?" he asked.

"What are you talking about? You never left." She looked at him strangely.

"Yes I did, I went to sleep in the living room after I heard y-" he quickly stopped himself and hoped she would drop it.

"Why did you leave? What did you hear?" she said, suddenly worried that he may have heard something she may have said during her passionate dream last night.

_'I should've known she wouldn't drop it.'_ he thought.

"I, um, I heard something very loud and I couldn't get back to sleep so I left to the living room. You didn't hear it?" _'Well I'm not completely lying...'_ he thought.

_'Oh I heard stuff alright, just not what he's probably talking about.'_ she thought.

"No, although you were with me when I heard, um, strange noises too..." she blushed as she remembered how he had been on top of her, his lips on her neck, his warm breath tickling her and his hard member pressed-

"Miss Babcock?!" he yelled again as CC shook her head.

"What?" she asked still in a bit of a daze.

"I kept calling your name and you just stared off at something. Are you alright, you look a bit flushed." he put his hand on her forehead but she quickly pulled away.

"I'm fine. Are you sure you left the room? Because you were here well into the night." she said.

"I'm positive. I wouldn't have stayed after what I heard. Maybe I was just imagining the whole thing..." he said.

"What are you talking about? What did you hear?" she inquired, still worried she might have talked in her sleep.

"I heard enough..." he muttered under his breath.

"What was that?"

"Miss Babcock, what did you dream about last night?" he asked her boldly. CC felt herself freeze.

"If you're going to ask me then I should ask you the same thing." she replied.

_'She couldn't have heard anything could she?'_ he thought.

"If you're implying what I think you're implying then my only answer is that we must have had the same dream." he said, hopeful that maybe he had been the man of her dreams just as she had been the man of his. _'Good one Old Man.'_ he smirked.

"I highly doubt we had the same dream Niles." _'Oh please prove me wrong.'_ CC thought as Niles's face fell.

"You're probably right. Let's just forget it, I'll probably never know how I got back in the bedroom anyways. Now if you'll excuse me I'll go make breakfast." Niles said as he left the room. CC felt like she just wanted to... to... punch something. Punch something continuously until she lost consciousness.

_'That dumbass! I know we have something, I know it's there! I'm CC Babcock and I am not wrong. We have something, we have to have something there! I try to move forward and he steps back. That dust mop is the most aggravating, tedious, repulsive, frustrating, pathetic... kind, amazing, handsome, loving, warm-hearted excuse for a man I have ever seen... and I'm not about to lose this war. CC Babcock does NOT lose.'_ And with that she stormed into the kitchen. Niles turned around and was surprised to see her so close to him.

"Ok Belvedere here's the thing, we are going to the Eiffel Tower tomorrow night and we are going out for dinner at some fancy restaurant and we are going to like it. Is that understood?" she had backed him up into a little corner, her finger pressed on his chest the whole time. He nodded slowly.

"Good. Now hurry up and finish breakfast, I'm hungry." and with that she walked back into the bedroom, satisfied with herself. Niles stood in the kitchen completely dumbfounded.

_'And that's why she's on top.'_ he thought with a smile as he resumed cooking breakfast.


	7. BirHakeim

**A/N: Sorry for taking a while to post this. It's kind of hard to write something and have it come out the way you want when you're too distracted by other worries. I'll try to update soon but for now this is the last chapter I had 'in stock' for updating. Hope you enjoy :)**

**---**

"Yes of course! It's absolutely no problem... Where?... Alright, I'll meet you there in an hour... Splendid. Ok, bye." CC hung up the phone as Niles looked at her questioningly.

"We have to meet the second backer in an hour. His name is Tim Kingsley. We're meeting him in front of the Eiffel Tower in an hour." she said.

"Why is it that all the backers are men?" Niles asked with a frown.

"Why? Jealous?" CC let out her sultry laugh.

_'To the point of insanity.'_ thought Niles.

"The only thing I'm jealous of is my inability to grow a mustache like yours." he said, causing CC to involuntarily bring her hand to feel her upper lip.

_'Is she really doubting herself? Can't she see she's the most beautiful creature to ever have walked this planet?!'_ he thought.

"So, does this mean we'll be taking a bus or the train?" asked Niles.

"I prefer the bus, that way I can actually see where I'm going." she said.

"Alright then. Do you already have Euros or do we need to go change currency?"

"I've got Euros. The only thing is I don't know is where to get the tickets for the bus." she said.

"We can get them when we get on the bus. The driver sells them. Did this Tim fellow specify if we were meeting right in front of the Eiffel Tower or Trocadero?" asked Niles.

"He said something about stopping at Bir-Hakeim." she told him.

"Alright, that's on the tower's side of the Seine." he said. She looked at him curiously.

"How is it you know these things?" she looked at him curiously.

"I lived here for a while before going to the states with Max." he told her.

"I thought you guys had gone to the states right after your days at Eton." she said. He softly shook his head.

"No. After we finished I told him that I wanted to be more than a butler all my life. We both knew I had what it took to make someone out of myself so he let me go. I came here to Paris and lived here for 9 months. I had a good job, nice home and I had the city of Paris in the palm of my hands." he explained.

"Then how did you get to the states? You said Max let you go yet you're his butler now." she was very confused.

"Let me explain. One day, a day like any other, I got a phone call. Max told me Sara had a friend who needed a job and he had decided to move the states. He told me that he felt ashamed because it would mean that Sara would be all alone while he was at work. Sara was pregnant with Miss Margaret at the time so she'd have to take care of all the chores in the house plus the baby. He said he needed me, that they needed me, and that he didn't want to let down Sara's friend because she needed a place to start and she had great talent that he'd hate to see go to waste. He pleaded for me to help him and so I did. What was planned to be a temporary move turned into a year. And that year turned to more years and so on and so forth and now here I am." he finished explaining. CC looked at him in awe.

"Niles, do you realize that this means I would not be where I am today if it weren't for you?" she asked him softly. He nodded.

"And you knew? This whole time?" she asked as he nodded again. He suddenly felt pain as she slapped him on the head.

"Ow! What was that for?!" he asked, rubbing the sore spot on his head.

"How dare you let me insult you when you're the one who saved my ass?!" she hit him again.

"Woman, would you stop hitting me?!" he said, grabbing her wrists before she could hit him again. He held her close, holding her wrists to his chest.

"You never answered my question." she said softly, her head reeling from being so close to him. He leaned down next to whisper in her ear.

"Because I hate you." he whispered with a smirk. He let go of her wrists and started walking away towards the bedroom.

"Hate you more." he heard her say behind him, causing him to smile.

___

"Merci Monsieur." Niles told the bus driver as he had both his and CC's tickets scanned before sitting down. The bus was crowded and CC had to stand up, holding on to one of the metal poles in the middle of the aisle. When the bus started moving she nearly fell.

"Miss Babcock, why don't you just sit on me?" Niles proposed.

"Are you insane?" she said as the bus took another turn, making her knock into other passengers. She landed on an old man's lap, who wiggled his eyebrows as he tried to cop a feel. She quickly got off of the man and turned to Niles.

"Oh alright, fine." she said, making her way to Niles and sitting on his lap. He bit back the urge to groan as she shifted a bit on his lap.

_'Maybe this wasn't such a good idea after all.'_ he thought.

CC held on to the metal pole in front of her for support while still sitting on Niles's lap. He put his arms around her waist to keep her from falling, making CC unconsciously close her eyes. As the bus hit a bump in the road Niles realized that he'd have to try to keep something else from _rising_. CC was wearing black shorts and a lavender summer blouse. He couldn't help but notice how nice her legs looked in shorts, which wasn't helping him keep his 'little friend' down. As the bus turned again, Niles's hand accidently fell to her lap and he accidently tightened his grip on CC's thigh, making her gasp.

_'He wants to make me more flustered than I already am, eh? Well two can play at this game.'_ she thought. She tightened her grip on the pole in front of her and, making sure no one was watching, started shifting more than before, applying more pressure as well. She noticed Niles's grip on her hips tighten and she smirked. Niles was trying his best to keep himself under control but it was proving difficult as _the_ CC Babcock was practically giving him a lap dance. When the bus hit another bump on the road, Niles nearly thought he'd have another heart attack. He looked up and noticed CC's ears and neck were a noticeable shade of red.

_'She knows what she's doing to me! Well I'm not about to lose this game.'_ Niles thought. He noticed a small space under CC's blouse and smirked. Out of nowhere, he put his hand through the small space beneath her blouse, resting his hand on her bare side above her hip. CC gasped audibly when she felt his hands on her skin. Deciding she couldn't lose, she started wiggling on his lap with a steady rhythm, and noticed they were now alone in the back of the bus. When the bus took a long turn, applying more pressure on Niles, he knew CC would feel what she had created. CC smirked when she felt the easily recognizable bulge below her, but this was far from over. Seductively holding the pole she arched her back as if she were stretching and shifted using her hips and ass for better control. Niles was unknowingly using his thumb to roll small circles on her hips as he became even firmer, turning her on even more than she thought possible. She looked up and noticed they still had 2 more stops and was thankful the bus had become less crowded. She let go of the pole and put her hands on Niles's hips below her, grasping tightly as the bus went through a speed bump. She slowly started rolling her thumb on his hips just as he was doing to her. Niles, feeling like like he could barely survive this sweet torture any longer, rested his forehead on her back. She could feel his labored breathing through her blouse and smirked knowing she had won. She pressed the red button on the pole and the bus came to a stop at Bir-Hakeim, where they got off. Niles, now literally needing to 'get off', was prepared to demand an explanation. He grabbed her arm and kept her pressed close to him, partly to hide his erection.

"What do you think you were doing back there?" he whispered with a deeper voice than usual.

"Why Niles, I have no idea what you mean." she was smirking. It was one of the most devilish smirks he had ever seen, which he found a huge turn on.

"I'll give you one word of advice Babcock, don't start something unless you're willing to finish it."

"Who said I wasn't going to finish it?" she replied causing his jaw to drop. Before he could reply, however, they were interrupted.

"Excuse me, are you CC Babcock?" asked a young blonde man. He was around Niles's hight and seemed to be in his late 30s. Niles let go of CC immediately and she shook the man's hand.

"Yes I am, and you must be Mr. Kingsley." she said with a smile that said 'I'm-a-tough-bitch-who's-about-to-get-your-money'.

"Please, call me Tim." he said as he kissed the top of CC's hand. She gave him a flirtatious smile and Niles was already shooting daggers at Tim with his eyes. The mere sight of Tim had already made his hard-on go away.

"Oh and this is Niles. He'll be accompanying us today." CC said as Niles shook Tim's hand, squeezing it a bit tighter than required.

"We weren't exactly in need of a chaperone, but it's nice to meet you Niles." Tim said.

"I am not a cha-" he stopped when he felt CC's heel on his foot.

"Let's just go shall we?" CC said, walking with Tim away from they were just standing towards the Eiffel Tower as Niles followed behind them. As Tim and CC talked and laughed, Niles couldn't help but feel like the third wheel.

_'I don't understand. She was practically giving me a lap dance and flirting with me not 15 minutes ago. Then this Tim fellow just shows up and she turns into a flirtatious teenager.'_ Niles thought as they stood in front of the tower. There were lines of people on the 4 sides of the tower waiting for a chance to go to the top. All around them people were walking and having a marvelous time under the Parisian summer sun; all except for Niles.

"Isn't it just beautiful?" asked CC, looking up at the tower.

"Certainly not as beautiful as you." commented Tim, causing Niles to clench his fists.

"Now Tim, may I remind you this is strictly business." CC said, having had experience with his type before.

"We could take care of _business_ back at my suite." he said suggestively.

"I'm sorry Tim, but this really is just business. I'll have to pass on your offer." she replied, her voice in a strictly

professional tone.

"If you don't pass up this offer then I won't pass up on yours." he said, putting his hand on her arm causing her to shiver for completely different reasons than when Niles touched her. Once Tim laid a hand on CC, Niles

immediately intervened.

"She already said no. Now either you get your act together and talk investments or I suggest you leave." Niles said, standing beside CC.

"Well CC, I didn't know you let the 'help' speak out like this. If you lack skill in controlling I could give you some private lessons." Tim said. Niles had enough.

"Now look, she is here for business not for speed dating. I can already tell you're too big of a moron to understand that she doesn't want to be with you so I suggest you leave. _Now_." Niles said menacingly.

"You won't get my money now!" Tim yelled angrily.

"I don't need money from the likes of you. If you're just looking for some fun, there's a lovely stripper bar only 2 blocks away. Good day Mr. Kingsley." finished CC as she and Niles started walking away. When they were out of Tim's earshot, Niles spoke.

"Miss Babcock that was fantastic! You, as the kids say nowadays, 'totally owned his ass'." Niles said, smiling. CC just stayed silent.

"What's wrong?" he frowned. He heard her sigh.

"Niles, I could've handled it myself. I didn't need your help." she said.

"Miss Babcock, he was getting ready to basically force you to go back to his suite. What would I do if you had gone? Who would I call a fat cow and dip gym socks into their tea?" he asked, trying to lighten the mood.

"No jokes now Butler Boy. This is about trust. Max doesn't believe that I can take care of myself and apparently neither do you. I'm tough and I thought you of all people would understand that." she replied. They had stopped walking now.

"You can ask me to drive you home after work, you can ask me to accompany you to backers' parties, you can ask me to come with you to Paris, but if you think for one minute that I am going to risk your safety then you are more screwed up than I thought Babcock." he said sternly.

"I'm not asking you to risk my safety, Niles. I'm asking you to trust me... at least with this anyways. I wouldn't trust me when we're back home." she smirked slightly.

"I trust you." he said, staring into her eyes, with entire sincerity.

"I trust you too... _Benson_." and she was back. They both had silly grins plastered on their faces as they started walking again towards the nearest metro.

"So does this mean dinner and the Eiffel Tower are still on for tomorrow night?" he asked her.

"You're not getting out of this one Dust Buster." she smirked.

_'I wouldn't dream of getting out of it.'_ he thought as they walked down the stairs to the metro.

**A/N: I'm not positive there is a bus stop at Bir-Hakeim although I have taken the metro to the station which is next to Champ-de-Mars. So for the sake of this story lets just say there's also a bus stop for Bir-Hakeim :)**

**Review!! :D**


	8. Parisian Magic vs Johnny Walker Black

**This took SO long to finally write, I hate myself! Hopefully this will make up for it. Review! :)**

* * *

He looked handsome. That was the truth, but CC Babcock didn't usually tell the truth, not even to herself. However when she saw him there in his sky blue polo and khaki's no matter how overused the look might be it would always look great on him. The sky blue polo brought out his eyes and as all these thoughts ran through her mind CC realized that perhaps she wasn't a good a liar as she thought she was. She was starting to feel self-concsious behind the bathroom door. He hadn't seen her yet as she had gone in to get dressed. She felt nervous and excited all at once wondering what he would think when he saw her like this.

_'It's now or never.'_ she thought and finally opened the door. She sighed in relief when she didn't see him on the other side of the door and even thought about going back in the bathroom to change at the last second.

"Miss Babcock, if you're wondering what that monster in the mirror is, yes it's y-" Niles had walked into the room and stopped talking as soon as he got a hold of the sight before him. She was wearing black stiletto heels, Prada no doubt, and he couldn't believe his eyes when he saw it.

"I must be dreaming." _Did I actually say that outloud?!_

"Nope, it's real alright. Now pick up your jaw from the floor and lets get going." she started walking towards the living room as he stood frozen in place.

"I didn't even know you owned a mini skirt!" he yelled from the room as he walked out slowly.

"Yea, well, there's a lot of things you don't know about me Benson. Do you think it goes well with the black blouse?" she asked, doing a little turn for him in the process. He swallowed audibly. She looked classy, even in a mini skirt she managed to pull off a professional look, which Niles thought was extremely sexy.

"Um... yea." he managed to get out. CC rolled her eyes.

"Well are you going to stand there and stare all day or can we get going?" she said, opening the door.

"I'm sorry it's just... I've never seen your legs that much before. Are you sure this isn't Miss Fine's skirt?"

"Look here Butler Boy, I'm leaving with or without you." she walked out of the suite.

_'He's so cute when he's turned on.'_ she thought smiling.

___

"What do you mean you don't have our reservation listed?!" CC asked the man.

"I'm sorry Madame, but I don't see your name here. You said Babcock, correct?" the man at the entrance asked.

"Yes." Niles and CC watched as the middle-aged employee looked through the list again and once more shook his head. He apologized once more and Niles and CC left, now wandering the streets of Paris with no idea what they would do now.

"Do you have any ideas?" she asked. He was about to shake his head when he had an epiphany.

"Actually, I do. It's not fancy but I think you'll enjoy it." he smiled as he took her hand and ran towards the nearest metro station.

"Niles, where are we going?!" CC asked as they ran down the stairs.

"Near Notre Dame there's this small street filled with restaurants. The street is particularly famous for the _Sandwich Grec _restaurants." he replied as they scanned their tickets and ran towards the train that was about to depart. Once they were inside and had caught their breath, CC turned to him.

"First of all, running in stilettos and a miniskirt is _not_ good for a woman's health. Second, what the hell is a... a..."

"Sandwich Grec, literally Greek Sandwich. They're not French, but they are famous here and most importantly they're delicious. I believe they're called Gyros in America but it's rare to find them so I hope you'll enjoy it." he smiled.

"I'll trust you this time Butler Boy." she grinned at his resourcefulness. Maybe this night could still be saved after all.

___

"This is the most amazing sandwich I have ever eaten!" CC sighed blissfully as she took another bite. Niles took the opportunity to one of her fries. She swallowed then spoke.

"This is so good that I don't care that you just stole my fry, which, by the way, I _will_ get you back for that." she took another bite of her sandwich.

"Honestly Miss Babcock, I think I prefer this to a fancy restaurant." he told her with complete honesty.

"You're not gonna believe this but... I couldn't agree with you more." she gave him a soft smile which he couldn't help but reciprocating with his own. CC was about to finish the last bite of the Greek sandwich when all of a sudden Niles took it from her and it disappeared into his mouth. CC sat there with her mouth and eyes wide open and her hand frozen as if the sandwich was still there. She stared him down.

"You are definitely going down." she said with a hint of playfulness in her voice.

"We'll see about that." he grinned mischievously as he and CC got up.

"Merci beacoup monsieur." Niles said as he payed the kind cook.

"Merci, et bon soir!" the man replied.

"Au revoir!" Niles replied as he held the door open for CC. They walked out into the warm summer night air.

"It never ceases to amaze me." she spoke softly.

"What's that Miss Babcock?" he asked as they walked towards the metro station.

"Your voice in French; fluent French at that! It's so... different." she explained.

"Well it's still me Babcock. French or no French I'll always torture you _harpie_." he grinned.

"That one I understood. You better watch yourself Mr. French, so far you're not getting on my good side." she replied.

"_You_ have a good side?!" Niles asked with fake shock. She just rolled his eyes at him making him grin even more. They paused for a moment to look at Notre Dame in the sunset when Niles realized that if they wanted to get to the Eiffel Tower on time they would have to hurry. He grabbed her hand and pulled her with him to the metro like before.

"Trust me, you'll thank me for this later." he said.

"I highly doubt that!" she yelled, the heels already taking a toll on her yet she couldn't help but feel happy holding his hand. They stood in the train for a while. They had gotten used to the sudden movements the train would make and could practically fit in with the French. Eventually they arrived at Trocadero and when they got out they saw many people around them. Niles led her towards the gap, known as the Place du Trocadero, between the Palais de Chaillot to their left.

"Damn it Niles, if you're doing all this running and rushing just to screw with me-"

"Babcock, I always want to screw you." he realized what he said and instantly tried to correct it. "I mean- screw WITH, _with_ you." he mentally kicked himself as a blush rose to his cheeks. A huge grin spread on CC's face as she decided to retain this conversation for later. However when she finally saw it she and Niles slowed down their pace and walked slowly, hand in hand, towards the beautiful scene before them. It was almost as if they were on top of a huge balcony sitting on top of a huge hill. They stepped down a few steps and reached the 'balcony wall' where they were able to see the park below them, sitting peacefully in front of the Eiffel Tower. The lights on buildings in the background had begun to turn on as the sun edged closer to the horizon. The tower itself had yet to light up and Niles was deliriously happy that he would be able to share the experience with her.

"In a few minutes you'll definitely be thanking me for dragging you around Paris." he said looking at her. She was still mesmerized by the view provided but then turned to look at him with an expression of full contentment.

"Thank you Niles." she said looking straight into his eyes.

"You're quite welcome Miss Babcock." he replied. They both looked back at the tower, noticing the people walking around and under it and the boats passing on the Seine. They stood there and watched as the first lights of the Eiffel Tower made their appearance.

"It's almost here." Niles told her, looking as giddy as a little boy at a candy shop.

"I don't see how it can get more beautiful than this." CC said.

"Trust me, it will. I'm sure this is why they call Paris the city of love; when people see this they can't help but take their partner into their arms and kissing them senseless." he said as CC pondered the possibility of kissing Niles here of all places. She let out a small laugh.

"What?" he asked curiously.

"Nothing I just... wouldn't it be funny if we kissed? You know because of... the effects of Paris and whatnot." she said timidly.

"Well we didn't have Paris before." Niles shifted a bit, remembering their kiss in the den that fateful night.

"No but we had a bottle of Johnny Walker Black and that kind of gave us an edge." she replied nonchalantly.

"Well that wasn't the only thing we had." he replied mumbling.

"Oh?" she asked turning to him.

"We both know that you have the hots for me and you took advantage of my weak state." he said trying not to grin.

"You wish and if I remember correctly _you_ were the one that jumped me like Nanny Fine jumping the last demeaning outfit at a 50% off sale." she said smugly.

"I did not _jump_ you! I just... lost my balance that's all and you happened to catch me... with your lips." he blushed.

"Yeah, and I'm the Queen of England." she rolled her eyes.

"Hey! Don't insult our queen like that." he grinned.

"I don't see why I even let you kiss me even if I was intoxicated beyond the point of recognition!" she crossed her arms across her chest.

"Well you weren't intoxicated enough to forget it." he replied. They were practically nose to nose by now.

"I hate you." she spit out, her voice practically dripping with venom.

"I love you more." he whispered. CC's eyes barely had time to widen before they closed as his lips came crashing on hers. They didn't notice the people around them cheering due to the sparkling light show coming from the Eiffel Tower. Their mouths were on fire and it didn't take long for the rest of their bodies to join it. She had one hand on his cheek, guiding him, and another one on the back of his head, pulling him closer. Her fingers were intwined in his soft reddish hair which he had allowed to grow out when she told him how much she liked it. He pulled her in closer to him and she gasped, allowing his tongue to meet hers. They had both secretly been longing for this moment ever since their kiss in the den and both knew no fantasy could even compete with the real thing. When the need for air was too much, they pulled apart, panting as they met each others eyes. The sparkling light show caused by the Eiffel Tower made both their eyes appear more glistened than they already were. Niles and CC hadn't needed Paris to kiss but the magic was definitely there and as coherent thoughts started coming back to their minds they both promised to themselves that they would make the most of the magic with the person currently in their arms.


	9. Finally Found Use For Negligé

**I thought I should post two chapters for being so late. I wrote this at like 2 am so if it sucks I'm sorry lol. **

**Happy Holidays everyone!! :D**

**Review ^^**

* * *

Someone should've said something, should've spoken, should've made another move; However as Niles opened the door to their suite and walked directly to the bedroom without giving her a second glance they were both left with that 'should've, would've, but didn't' feeling. After their soul numbing kiss they only had so much energy to walk back to the metro and head to the hotel. It had been a silent trip back and they both knew what they wanted yet Niles and CC couldn't help but feel like writers who had just made their characters spontaneously let out a declaration of love and passion and now they were stuck, pen in hand, not knowing how to make the story move forward. CC sat down on the couch and let out a deep sigh. She could hear Niles start the jacuzzi and out of nowhere the writer side of her knew exactly how to make the story move forward. She started writing and writing and as she wrote CC got up from the sofa and went into their room. She spotted the night stand with the cabinet where she had hidden the negligé she brought with her and walked towards it. She opened the cabinet and held out the silk dress. It was short, it was flimsy, it was revealing and it was just what she needed. She grinned as she stripped down and put it on.

_"If Niles won't make the first move to make this work then I will or my name isn't CC Babcock!"_ she thought as she tiptoed to the bathroom door. Slowly opening it she peeked inside, silently thanking him for leaving the door open, and saw that Niles was in the jacuzzi with his back to her.

_"Perfect."_

Still tiptoeing she stood behind him and new she had to be quick if this was going to work. The second he started moving forward to the other side of the jacuzzi she got in swiftly yet steadily, the jets aiding her in concealing her presence. As Niles turned to face her she prepared herself and sure enough when he saw her he jumped back letting out a scream. She let out her sultry laugh, content to finally have her revenge for the 'chicken' incident.

"Wha-What are you doing in here?!" Niles asked, trying to cover himself. CC smirked realizing he must be naked.

"I just came in here for a little dip." she replied letting her arms rest back against the border of the jacuzzi.

"Would you please get out?! Us British folk have a thing about sharing jacuzzis naked with someone other than our spouse!" he yelled, clearly flushed.

"First of all I'm not naked, second of all I'm not getting out, and third if you want to get out I'll see you in all your ingloriousness." she replied calmly.

"Why are you really here?" he asked trying to stay calm. She moved forward and he tried to move back. CC sighed.

"That's why. One of us takes a step forward and the other takes a step back. I'm tired of that Niles so can we please at least talk about this?" CC sighed.

"What's happening to us?" he asked softly.

"Same thing that happened to us last time and the time before- and no, it was no accident by the way, I knew fully well it wasn't Maxwell I was about to kiss." she confessed. Niles took it calmly.

"So what do you believe is happening?" he asked her.

"Well either we don't talk about this and it has started accumulating feelings within us or we're horny. Or both actually." she reasoned. Niles couldn't help but look on in shock at how easy it was for her to say all this right now.

"So you want us to... talk?" he repeated.

"Well I want you to feel comfortable talking to me too, well as comfortable as being naked in a jacuzzi with me will allow you to be." she said.

"Alright, I-"

"Why did you say you love me?" she interrupted.

"You know Miss Babcock, you're not really helping me feel comfortable here." he said.

"Did you say it just to get a kiss out of me?" she ignored his comment. Niles's eyes widened.

"I know I've implied you were stupid but never did I think it to be true! How could you even think that?!" he asked angrily.

"So you meant it?" she asked calmly.

"Meant it, mean it, and will mean it for the rest of my life. I'm not sure if this is what you wanted out of this 'talk' but I love you. The reason I wake up in the morning is to see you, put dishwater in your coffee, and hear your radiant voice when you yell 'Niles, you pathetic excuse for a man! I hate you' and after you walk out of the room I say 'I love you too'. I've been jealous of Mr. Sheffield ever since you started showing interest in him. This is a very unhealthy love but I wouldn't have it any other way. I love you CC Babcock." he surprised himself at how he was able to get it all off his chest and for once he managed to leave CC speechless. She swallowed as she tried to collect her thoughts.

"I... I don't know what to say so... I'll just say what I know. I know that when I wake up in the morning I can't wait to see you. I know that I can't wait to walk in through that door and have you throw some zinger at me. I know that I enjoy our banter. I know that said banter turns me on in more ways than I'd like to admit. I know that you love me and I know that I'm deliriously happy to be sure that you do. I know I was yours from the moment you called me a witch. I know I'm jealous as hell of you and Nanny Fine and finally I know that I will always love you Niles Andrew Brightmore." she finished feeling as if a huge weight had been lifted. Niles immediately made his way over to CC and enveloped her in a tight embrace. They held on to each other as if they were the other's lifeline. Niles's eyes widened and he looked into her blue orbs.

"You know my last name? And my middle name at that??" he asked, still holding her. She grinned and nodded. Niles would have continued interrogating her on that subject when he noticed something much more interesting. He roamed his hand up and down her back and let his hands rest back at her hips.

"When you said you weren't naked this is _not_ what I had in mind." he too was now grinning.

"It's negligé. You like?" she asked, batting her eyes.

"I love... you." he said as he took her mouth in a warm wet kiss. As the kiss deepened CC could feel him coming alive against her. She used all of her will power to rip her lips away from his and move them next to his ear. She was about to speak when she felt his lips on her throat and let out an involuntary moan.

"Now, tell me what 'CC' stands for." he whispered, his lips still on her throat. She forced herself to speak.

"You'll have to catch me first." she let out throatily and that was it. She had somehow managed to get out of Niles's embrace and was already out the bathroom door before Niles could register what had happened.

"So this is how you want to do this, eh? Well rest assured Miss Babcock I'm very skilled at hide and go seek, among other things!" he spoke loud enough so she could hear. He stepped out of the jacuzzi, wrapped a towel around his lower half and went in search of the only woman who could challenge him in such a way. He looked around and saw no sign of her when he got a wicked idea. Niles walked into the kitchen and grabbed a can of whipped cream. This was about to get very interesting.


	10. Chastity Claire

**Ok, I haven't updated in FOREVER and I hate myself for that. Please forgive me. Honestly, I hope this chapter makes up for that and if it doesn't I'm sorry (again). Please enjoy and review!! :)**

* * *

"Oh Miss Babcoooock! Come out, come out where ever you are..." Niles spoke to the seemingly empty room.

CC hid next to the closet in the bedroom. He'd find her eventually if she wasn't careful. She was dripping wet in negligé and although she most surely wanted Niles to ravish her as she knew he would... The thought practically made her knees go week but she would not lose this little game they were playing and maybe he would make her pay in the end, which in this case couldn't be bad at all. CC was after all a glutton for punishment.

Niles checked the couch and living room and found nothing. He still had the can of whipped cream in his hand and he was going to get to use it on her even if it killed him. After checking behind all the book cases and desks, which were for some reason there, he had an epiphany. He quickly made his way to the bedroom but made sure to do so stealthily so she would be caught by surprise. He saw drips of water on the floor and grinned as he followed the trail. It abruptly ended making Niles very confused but before he had a chance to look around he was pushed on the bed and straddled by a soaked CC Babcock who now held the can of whipped cream in her hand.

"So, this was your plan? Whipped cream? Kind of childish wouldn't you say?" she mocked non-chalantly, still straddling him. The towel around his waist was miraculously still in tact.

"On the contrary, I think it could be very interesting." he said, his hands on her hips. CC tried her best to focus on her intentions and smiled.

"Well then, we'll just have to see about that." And with that, she pointed the can at Niles and smothered him completely in whipped cream. She was laughing until Niles sat up and grabbed her, rubbing all the whipped cream against her body. He grabbed the can and laid her on the bed before gently settling on top of her, pinning her hands above her head.

"Now, tell me what 'CC' stands for." he tried.

"You can do whatever you want but I'll never tell you." she bluffed. She knew if he pushed hard enough he'd finally get her to crack. She saw his devilish smile and unintentionally shuddered.

"I was hoping you would say that." he said as he lowered his head to her neck and slowly sucked off the whipped cream on her creamy skin. CC closed her eyes let out an involuntary moan as she 'tried' to get free.

"Would you like to try this again? What does CC stand for?" he asked with his lips still on her neck, letting her feel the vibrations his voice made.

"Not telling." she said stubbornly.

"Very well then." he said as he moved lower and licked the whipped cream on the top of her breasts making her gasp. He gently lowered the straps down her arms to get better access and continue his attack on her senses. Niles grinned when he saw she didn't have a bra. He grabbed the whipped cream with one hand while still pinning her arms with the other and sprayed both her nipples. The cold contact made her shudder again and as she felt Niles's tongue on her right nipple she arched her back and moaned.

"Oh God!" she let out as he tended to her other breast, making sure to leave no part of her untouched. All of a sudden he ceased all action and she immediately missed the feeling.

"Feel like speaking yet?" he asked her. She slowly shook her head no and he grinned. He pulled the negligé down and marveled at the sexy black underwear she was wearing. He put her arms down and this time pinned them to either side of her body. CC felt her entire composure melt away as she felt his lips on the inside of her thighs. Niles was having a hard time concentrating on the task at hand but knew that he had to go through with it all the way. The smell of her was wreaking havoc on his senses as he kissed her through her panties causing CC to thrust upwards. He planted soft wet kisses and looked up to see her panting. The flushed color her skin had taken had made her even more radiant than usual and he thought she truly was a goddess.

"Tell me what CC stands for." he said loud enough for her to hear, purposely keeping his lips on her, clouding her thoughts.

"N-never-ahhhhhh." she let out another moan as she felt his tongue come out to stroke her. The effect he was having on her was maddening. He quickly took one hand and ripped down her lacy underwear and brought it back up to keep her arm pinned. CC buckled as soon as she felt his mouth exploring her most sensitive area.

"Oh God yeeeees!!" she let out. She felt herself nearing the edge and wondered how he had managed to get her there so quickly. Just as she was about to enter that state of euphoria, Niles ceased his actions abruptly and looked up at her.

"So, ready to talk?" he asked her with a grin so sexy and evil she swore she'd make him pay later.

"Niles! If you don't finish what you started right now you are going to regret it!" she hissed, though she was clearly still flustered by how much power he had over her.

"I want nothing more than to take you there again and again but I still have a hobby to tend you and that means torture to get what i want." he kissed her core and she moaned. Her indefinable desire for this man was overcoming her stubbornness. She sighed.

"Chastity Claire. CC stands for Chastity Claire." she said, still panting. She looked into his eyes and could've sworn they were glowing as he smiled. He brought his head back down to tend to her until she came.

"Oh Niles!! God that feels so gooooood!!" He continued to ravish her as she rode out the waves of her orgasm. Once he felt her breathing slow back down he let go of her arms and scooted up to hover above her.

"I love you Chastity Claire Babcock." he said with the purest most sincere voice CC had ever heard in her life. He caressed her cheek and kissed her with all the love and passion he held for her which she gladly returned. He stopped to look at her. Her hair was disheveled, her cheeks were a warm redish-pink color and her eyes were an unsurpassably pure shade of blue.

"I love you Niles Andrew Brightmore."

* * *

**This was my first 'M rated' scene ever so I hope I did an ok job ^^" Leave your thoughts and comments :)**


End file.
